A ridiculously lean cyclist is on the front, stringing out the 20 or so surviving riders. The signal is clear: The finish of the Shoot Out is close. As we round a sweeping bend, the finale is unveiled--a three-tiered, half-mile climb that had been described to me as a "kicker." My ambitions fade. My legs seize. The aftertaste of a sesame bagel gurgles in my throat and a blur of spandex swarms me. As we reach the crest, Toyota-United pro Bobby Lea and I exchange deflated glances. "A lot different than the Derby, eh?" he says.

Lea, whose home in the Lehigh Valley sits at the top of the Derby's Topton Hill, is in Tucson to log warm-weather miles. He's not the sole import. At least half the jerseys of the 150-plus riders who rolled out from a quaint strip west of the University of Arizona campus bear out-of-town sponsor names.

There are collegiate racers, elites, women, a few actual pros and dozens chasing the dream. Ralph Philips, the owner of the town's premier bike shop, Fair Wheel Cycles, cofounded the ride in 1974 with fellow University of Arizona student Bob Cook, an Olympic team member who had just returned from a training camp and envisioned a ride in the style described to him by his coach, the iconic Eddie Borysewicz, better known as Eddie B. Cook died of cancer in 1981; Philips still starts each ride by waving his arm and yelling, "Time to go!"

The 60-mile loop cuts south from Tucson into desolate, mountainous desert. After 10 casual miles, the massive pack rolls through the final stoplight at Valencia Road, and for the next 15 miles it's game on.

At first, a somewhat congenial echelon forms as we pass through the San Xavier Indian Reservation on Mission Road. But the choppy, unrelenting false flat, which is as exhausting as riding across wet sand, wears on the field, and the organization and cooperation disintegrate. Attacks fly. Six pros, plus local hammer Rob Alvarez, disappear up the road.

Later, I'm told that Navigator pro Phil Zajicek, a Tucson native, emerged victorious atop the final hill. Zajicek says the Shoot Out was his initiation to bike racing. The first time he made it to the top of the hill in front of the pack he was 15 and clinging to the wheel of North American sprint powerhouse Gord Fraser. "I was so tired, I came home and laid down in the shower," Zajicek says.

Like Philips, Fraser is an elder. He made Tucson his permanent home in 1997. Recently retired, he tries to ride the Shoot Out every week, and can make hearts soar or sink with a word of encouragement or a disapproving glare. For years, he maintained primary ownership of the Shoot Out trophy, a tattered white jersey bearing the silk-screen image of a Native American. "I heard he buried it in his backyard," one rider told me.